This is an action for breach of contract. Plaintiff PhoneDOCTORx provided telemedicine

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services to various health care facilities from 2006 to 2012. It alleges that those facilities failed to pay for all services utilized. Plaintiff originally brought suit against fourteen health care facilities, but has since dismissed its claims against all but four. Prior to the stipulation of dismissal, the fourteen original defendants brought counterclaims for breach of contract and under Mass. Gen. Laws ch. 93A, contending that PhoneDOCTORx improperly demanded payment for services that it did not provide. Jurisdiction is based on diversity of citizenship.

Defendants have moved for summary judgment on plaintiff's breach of contract claim and have joined with the ten other counterclaim-plaintiffs in moving for summary judgment on the counterclaims. Plaintiff has cross-moved for summary judgment on the counterclaims. For the reasons set forth below, defendants' motion as to plaintiff's claims will be granted in part and denied in part, plaintiff's motion on the counterclaims will be granted in part and denied in part, and counterclaim-plaintiffs' motion will be denied.

I. Background

Unless otherwise noted, the following facts are undisputed.

A. Factual Background

PhoneDOCTORx is a Massachusetts LLC and a provider of telemedicine services in Massachusetts. Healthbridge Management, LLC, and Healthbridge Management, Inc., now known as DES Holding, Inc., manage and oversee the operations of various health-care and nursing facilities, including those that are party to this suit.

On January 10, 2006, PhoneDOCTORx entered into a contract with 221 Fitzgerald Drive Operating Company, LLC, d/b/a New Bedford Health Care Center (" New Bedford Health" ), a skilled nursing facility in New Bedford, Massachusetts. The contract was for a one-year term and automatically renewed for additional one-year terms unless either party terminated the contract with 90 days' written notice.

The contract is seven pages long. Under the contract, PhoneDOCTORx was to provide various health-care related services to New Bedford Health. Those services were divided into two categories: " traditional services" and " telemedicine."

Under the category " traditional services," PhoneDOCTORx agreed to twelve itemized obligations for a fixed monthly fee of $2,000. Among the obligations were (1) to " provide AHP's and physicians necessary to provide regular visits to [New Bedford Health] as medically necessary" ; (2) to " provide physicians who with the assistance of AHP's will complete initial History and Physicals, thirty and sixty day visit evaluations, and discharge evaluations on all [PhoneDOCTORx] patients at [New Bedford Health]" ; (3) to " provide physicians and AHP's to complete additional on-site evaluations of [Phone DOCTORx's] patients at [New Bedford Health], as deemed medically necessary" ; and (4) to " meet with patients and families on a schedule, or on an as needed, basis." (Pl. Mem. Ex. 4 at 3) (mistakes in original).[1] Nothing in that category specifically addresses telephone calls or the provision of medical services at a distance.

Under the category " telemedicine," the contract provided as follows:

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In addition to the " more traditional" services outlined above . . . [PhoneDOCTORx] will provide telemedicine coverage for medical problems that arise during the course of one of their patient's stay.

[PhoneDOCTORx] shall staff a Telemedicine Call Center with AHP/physician during the hours of 5:00 PM to 11:00 PM Monday through Friday and 10:00 AM to 7:00 PM Saturday and Sunday. . . .

Triage function to determine whether a patient can be treated through a telemedicine encounter, or whether a patient needs to be transferred to a hospital emergency room.

Telemedicine evaluation and treatment for medical problems.

Orders for laboratory tests and/or radiographic studies may be given during said telemedicine covering encounter. If necessary, such orders may be faxed or phoned directly to [New Bedford Health] by the covering telemedicine physician.

A physician or AHP [allied health professional] will be available via telephone for follow up of the telemedicine encounter if said telemedicine encounter resulted in a diagnostic study being ordered.

All telemedicine treatments will result in a medical record being created and a copy of the same will be timely routed to [New Bedford Health] for incorporation into its medical record.

(Pl. Mem., Ex. 4 at 4 (emphasis and mistakes in original)). The term " telemedicine" was not defined. There is no specific reference to video communications.

As for New Bedford Health's obligations, the contract provided, among ...

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